0001181431-11-033018.txt : 20110526
0001181431-11-033018.hdr.sgml : 20110526
20110526184318
ACCESSION NUMBER: 0001181431-11-033018
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20110524
FILED AS OF DATE: 20110526
DATE AS OF CHANGE: 20110526
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: LINKEDIN CORP
CENTRAL INDEX KEY: 0001271024
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 2029 STIERLIN COURT
CITY: MOUNTAIN VIEW
STATE: CA
ZIP: 94043
BUSINESS PHONE: 650-687-3600
MAIL ADDRESS:
STREET 1: 2029 STIERLIN COURT
CITY: MOUNTAIN VIEW
STATE: CA
ZIP: 94043
FORMER COMPANY:
FORMER CONFORMED NAME: LINKEDIN Corp
DATE OF NAME CHANGE: 20101001
FORMER COMPANY:
FORMER CONFORMED NAME: LINKEDIN LTD
DATE OF NAME CHANGE: 20031121
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GREYLOCK XI LIMITED PARTNERSHIP
CENTRAL INDEX KEY: 0001136545
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35168
FILM NUMBER: 11875685
BUSINESS ADDRESS:
STREET 1: ONE BRATTLE SQUARE, 4TH FLOOR
CITY: CAMBRIDGE
STATE: MA
ZIP: 02138
BUSINESS PHONE: 781-622-2228
MAIL ADDRESS:
STREET 1: ONE BRATTLE SQUARE, 4TH FLOOR
CITY: CAMBRIDGE
STATE: MA
ZIP: 02138
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Greylock XI GP Limited Partnership
CENTRAL INDEX KEY: 0001351699
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35168
FILM NUMBER: 11875686
BUSINESS ADDRESS:
STREET 1: ONE BRATTLE SQUARE, 4TH FLOOR
CITY: CAMBRIDGE
STATE: MA
ZIP: 02138
BUSINESS PHONE: 781-662-2200
MAIL ADDRESS:
STREET 1: ONE BRATTLE SQUARE, 4TH FLOOR
CITY: CAMBRIDGE
STATE: MA
ZIP: 02138
4
1
rrd312972.xml
FORM 4
X0303
4
2011-05-24
0
0001271024
LINKEDIN CORP
LNKD
0001351699
Greylock XI GP Limited Partnership
2550 SAND HILL ROAD
MENLO PARK
CA
94025
0
0
1
0
0001136545
GREYLOCK XI LIMITED PARTNERSHIP
2550 SAND HILL ROAD
MENLO PARK
CA
94025
0
0
1
0
Common Stock
2011-05-24
4
C
0
12300499
A
12300499
I
See footnote
Common Stock
2011-05-24
4
C
0
342681
A
342681
I
See footnote
Common Stock
2011-05-24
4
J
0
12300499
D
0
I
See footnote
Common Stock
2011-05-24
4
J
0
342681
D
0
I
See footnote
Series B Convertible Preferred Stock
2011-05-24
4
C
0
12224160
0
D
Common Stock
12224160
0
I
See footnote
Series D Convertible Preferred Stock
2011-05-24
4
C
0
76339
0
D
Common Stock
76339
0
I
See footnote
Series B Convertible Preferred Stock
2011-05-24
4
C
0
340554
0
D
Common Stock
340554
0
I
See footnote
Series D Convertible Preferred Stock
2011-05-24
4
C
0
2127
0
D
Common Stock
2127
0
I
See footnote
Class B Common Stock
2011-05-24
4
J
0
12300499
0
A
Class A Common Stock
12300499
12300499
I
See footnote
Class B Common Stock
2011-05-24
4
J
0
342681
0
A
Class A Common Stock
342681
342681
I
See footnote
Each share of Common Stock shall be reclassified into one share of Class B Common Stock following the conversion of each series of convertible preferred stock and immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock.
The Series B Convertible Preferred Stock automatically converted into Common Stock on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock and had no expiration date.
The Series D Convertible Preferred Stock automatically converted into Common Stock on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock and had no expiration date.
Shares held directly by Greylock XI Limited Partnership ("GXILP"). Greylock XI GP Limited Partnership ("GXIGPLP"), the general partner of GXILP, may be deemed to share voting and dispositive power with respect to the shares held by GXILP. Each of these entities disclaims beneficial ownership of the securities held by GXILP except to the extent of any pecuniary interest therein.
Shares held directly by Greylock XI-A Limited Partnership ("GXIALP"). GXIGPLP, the general partner of GXIALP, may be deemed to share voting and dispositive power with respect to the shares held by GXIALP. Each of these entities disclaims beneficial ownership of the securities held by GXIALP except to the extent of any pecuniary interest therein.
Following the conversion of each series of convertible preferred stock and immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock, each share of Common Stock was reclassified into one share of Class B Common Stock.
Pursuant to a reclassification exempt under Rule 16b-7, each share of Common Stock automatically converted into one share of Class B Common Stock immediately prior to the closing of the Issuer's initial public offering.
Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock and has no expiration date. In addition, each share of Class B Common Stock will convert automatically into one share of Class A Common stock upon (i) the date specified by the holders of at least 66 2/3% of the outstanding shares of Class B Common Stock, (ii) any transfer (subject to certain exceptions), or (iii) the death of a natural person holding Class B Common Stock, the Class B Common Stock held by that person or his or her permitted estate planning entities will convert automatically into Class A Common Stock. The Class A Common Stock and Class B Common Stock will each convert automatically into a single class of Common Stock on the date on which the number of outstanding shares of Class B Common Stock represents less than 10% of the aggregate combined number of outstanding shares of Class A Common Stock and Class B Common Stock.
/s/ Donald A. Sullivan, as Administrative Partner of Greylock XI GP Limited Partnership
2011-05-26
/s/ Donald A. Sullivan, as Administrative Partner of Greylock XI GP Limited Partnership, the General Partner of Greylock XI Limited Partnership
2011-05-26